COMMON STOCK PURCHASE WARRANT CLEARDAY, INC.Security Agreement • February 15th, 2024 • Clearday, Inc. • Services-nursing & personal care facilities • Delaware
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Mast Hill Fund, L.P., a Delaware limited partnership (including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date of issuance hereof, to purchase from CLEARDAY, INC., a Delaware corporation (the “Company”), 135,502 shares of Common Stock (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain amendment to the Note (as defined below) entered into by the Company and Holder on or around the Issuance Date. “Note” shall mean the promissory note in the original principal amount of $756,000.00 issued by the Company to Holder on or around January 12,
GUARANTYGuaranty • February 15th, 2024 • Clearday, Inc. • Services-nursing & personal care facilities • Delaware
THIS GUARANTY (“Guaranty”), dated as of February 9, 2024, is made by AIU 8800 VILLAGE DRIVE, LLC, a Delaware limited liability company (the “Guarantor”), in favor of Mast Hill Fund, L.P., a Delaware limited partnership (the “Lender”) (together with the Guarantor, the “Parties”).
MFN ACKNOWLEDGEMENTMFN Acknowledgement • February 15th, 2024 • Clearday, Inc. • Services-nursing & personal care facilities
THIS MFN ACKNOWLEDGEMENT (the “Acknowledgement”) is entered into as of February 9, 2024 (the “Effective Date”), by and between CLEARDAY, INC., a Delaware corporation (the “Company”), and Mast Hill Fund, L.P., a Delaware limited partnership (the “Holder”) (collectively the “Parties”).
GLOBAL AMENDMENT TO THE NOTESGlobal Amendment to the Notes • February 15th, 2024 • Clearday, Inc. • Services-nursing & personal care facilities
THIS GLOBAL AMENDMENT to the Notes (as defined below) (the “Amendment”) is entered into as of February 9, 2024 (the “Effective Date”), by and between CLEARDAY, INC., a Delaware corporation (the “Company”), and Mast Hill Fund, L.P., a Delaware limited partnership (the “Holder”) (collectively the “Parties”).
FIRST AMENDMENTGuaranty • February 15th, 2024 • Clearday, Inc. • Services-nursing & personal care facilities • Delaware
THIS FIRST AMENDMENT to the Guaranty (as defined below) (the “Amendment”) is entered into as of February 9, 2024 (the “Effective Date”), by and between SRP Artesia, LLC, a Delaware limited liability company (the “Guarantor”), and Mast Hill Fund, L.P., a Delaware limited partnership (the “Lender”, and collectively with Guarantor, the “Parties”).
AMENDMENTAmendment to Promissory Note • February 15th, 2024 • Clearday, Inc. • Services-nursing & personal care facilities
THIS AMENDMENT to the Note (as defined below) (the “Amendment”) is entered into as of February 9, 2024 (the “Effective Date”), by and between Clearday, Inc., a Delaware corporation (the “Company”), and Mast Hill Fund, L.P., a Delaware limited partnership (the “Holder”) (collectively the “Parties”).
